Company Secretary: Meaning, Eligibility, Registration Process, and Steps to Become One

Know how to become company secretary in India with easy steps along with its educational requirements.
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12 December 2024

What is a Company Secretary?

A Company Secretary (CS) is a key managerial position in a company, responsible for ensuring regulatory compliance, corporate governance, and effective administration. They act as a liaison between the board of directors and various stakeholders, ensuring that the company's operations adhere to legal and statutory requirements. A CS plays a crucial role in advising the board on legal matters, managing corporate records, and ensuring timely filings with regulatory authorities. Their expertise in corporate law, governance, and ethics is vital for the smooth functioning and legal compliance of a company.

Skills Required to Become a Company Secretary

To become a successful Company Secretary, one must possess a blend of technical and soft skills:

  • Legal knowledge: Understanding corporate laws and regulations.
  • Attention to detail: Ensuring accuracy in documentation and compliance.
  • Communication skills: Effective communication with stakeholders.
  • Organisational skills: Managing multiple tasks efficiently.
  • Ethical judgement: Upholding ethical standards and integrity.
  • Analytical skills: Assessing and interpreting legal and financial information.
  • Problem-Solving abilities: Addressing and resolving corporate governance issues.

These skills ensure that a CS can handle the complex responsibilities of their role effectively.

Stages to Become a Company Secretary

Becoming a Company Secretary (CS) involves several key stages, each designed to equip candidates with the necessary knowledge and skills.

Foundation Programme

The journey begins with the Foundation Programme. Open to students who have completed their higher secondary education (10+2), this stage covers subjects like Business Environment, Business Management, Ethics, and Communication. It provides a basic understanding of the business and economic environment.

Executive Programme

After passing the Foundation Programme, candidates proceed to the Executive Programme. Graduates from recognised universities can directly enrol at this stage. It includes modules on Company Law, Cost and Management Accounting, Tax Laws, and Economic and Commercial Laws. This stage delves deeper into the legal and financial aspects of corporate governance.

Professional Programme

Upon clearing the Executive Programme, candidates move to the Professional Programme. This advanced stage covers topics such as Secretarial Audit, Corporate Restructuring, and Governance, Risk Management, and Compliance. It prepares candidates for the complex responsibilities of a Company Secretary.

Practical Training

Finally, candidates must undergo practical training, which includes 15 months of training under a practising company secretary or equivalent organisations. This hands-on experience is crucial for understanding real-world corporate governance and compliance practices.

Membership

After completing the training and passing all examinations, candidates become eligible for Associate Membership of the Institute of Company Secretaries of India (ICSI), officially becoming a Company Secretary.

By following these stages diligently, aspiring professionals can achieve their goal of becoming a certified Company Secretary, ready to handle corporate governance and compliance roles with expertise.

Company Secretary Eligibility Criteria

To pursue a career as a company secretary, candidates must meet specific eligibility criteria:

  • Educational qualification: Completion of 10+2 or equivalent examination.
  • Foundation course: Enrolment in the CS foundation programme if you are a 10+2 pass.
  • Executive programme: Graduates can directly enrol in the CS executive programme without completing the foundation.
  • Professional programme: Passing the executive programme allows entry into the professional programme.
  • Age limit: There is no specific age limit to pursue the CS course.

These criteria ensure that candidates are prepared for the rigorous training and responsibilities of the profession.

Company Secretary (CS) Course Application Process

The application process for the CS course involves several steps:

  • Registration: Register with the institute of company secretaries of India (ICSI) for the foundation, executive, or professional programme.
  • Documentation: Submit necessary documents such as educational certificates and identity proof.
  • Fee payment: Pay the prescribed registration fees for the respective programme.
  • Course material: Receive study materials upon successful registration.
  • Exam enrollment: Enrol for exams after completing the required study period and training.

Following these steps ensures a smooth application process for aspiring company secretaries.

Steps to enroll for company secretary registration

To enrol for CS Registration for the Professional Programme 2024, follow these steps:

Step 1: Visit the official ICSI website at icsi.edu.

Step 2: Click on the “Online Services” link in the menu bar on the homepage.

Step 3: Choose the “Student Portal” option and log in to your ICSI account using your Username and Password.

Step 4: After logging in, go to the “Students” section and select “My Account.”

Step 5: Find the “Professional Registration” option (refer to the provided image) and fill in the online application form.

Step 6: Upload the pass mark sheets for both modules of the CS Executive exam, which will be available in your account.

Step 7: Pay the CS Professional registration fee of ₹12,000 using a Credit Card, Debit Card, or Net Banking.

Step 8: Your registration is now complete. Head to the “Others” section to download your Registration Letter or E-Identity Card.

Statutory restrictions and powers of a company secretary

In India, a Company Secretary is governed by statutory restrictions and responsibilities as outlined by the Institute of Company Secretaries of India (ICSI) and other regulatory authorities. They are liable for negligence in their duties and for actions beyond their authority. They must maintain strict confidentiality regarding company affairs and can be dismissed for making secret profits. A Company Secretary cannot enter into contracts, borrow money, or acknowledge debts on behalf of the company without the approval of the board of directors. Additionally, they cannot register or transfer shares without the due authorisation of the Board of Directors (BOD).

What are the roles and responsibilities of a company secretary?

The roles and responsibilities of a fund's company secretary include:

  1. Organising board meetings and AGMs: Scheduling, booking venues, and coordinating with board members.
  2. Coordinating committee meetings: Managing logistics for Audit, Nomination, and other committee meetings.
  3. Planning AGMs and general meetings: Sending notices, managing proxy results, and handling meeting logistics.
  4. Facilitating ad-hoc board meetings: Arranging interim virtual meetings or written resolutions when required.
  5. Preparing and distributing notices and agendas: Ensuring participants are informed and prepared.
  6. Providing electronic board packs: Offering directors real-time access to meeting documents.
  7. Producing minutes and action points: Documenting discussions, decisions, and follow-up actions.

What are the other general duties of a company secretary?

A Company Secretary plays a pivotal role in managing various aspects of a company beyond administrative duties. Their work includes advising the Board of Directors on risk management, business policies, corporate social responsibility, and strategies that enhance brand equity and image building. They also manage the company's intellectual property rights and ensure clear and effective communication between stakeholders, government bodies, and authorities. Additionally, they are responsible for ensuring the company complies with legal and regulatory requirements, making them a key figure in maintaining the company's integrity and smooth operations in both internal and external affairs.

Types of Job Roles Company Secretary (CS)

Company secretaries can pursue various job roles in different sectors:

  • Corporate governance advisor: Advising the board on governance matters.
  • Compliance officer: Ensuring compliance with legal and regulatory requirements.
  • Legal advisor: Providing legal counsel on corporate matters.
  • Corporate planner: Involved in strategic planning and decision-making.
  • Registrar and transfer agent: Managing shareholder records and transactions.
  • Corporate communication manager: Handling corporate communications and investor relations.
  • Consultant: Offering consultancy services on corporate governance and compliance.

These diverse roles highlight the versatility and importance of a CS in various domains.

7 Steps to Become a Company Secretary in India

Becoming a company Secretary in India involves the following steps:

  • Educational qualifications: Obtain the necessary educational qualifications.
  • Register for the course: Enrol in the ICSI foundation, executive, or professional programme.
  • Pass foundation exam: Clear the CS foundation exam.
  • Pass executive exam: Complete the CS executive programme and pass the exams.
  • Pass professional exam: Successfully pass the CS professional programme exams.
  • Practical training: Undergo practical training as prescribed by the ICSI.
  • Associate membership: Apply for associate membership of ICSI upon completing all requirements.

These steps outline the pathway to becoming a certified company Secretary.

Educational qualifications

To become a company Secretary, you must have completed 10+2 or its equivalent. Graduates in any discipline can directly enrol in the executive programme, bypassing the foundation course. These qualifications ensure you have the basic educational foundation required for further specialised training in company law and governance.

Register for the course

Enrol with the Institute of Company Secretaries of India (ICSI) by registering for the foundation, executive, or professional programme, depending on your current educational qualifications. Submit the necessary documents and pay the registration fee to begin your journey toward becoming a company Secretary.

Pass foundation exam

If you are enrolled in the foundation programme, you must pass the CS foundation exam. This exam covers subjects like Business environment, business management, ethics, and Entrepreneurship, ensuring you have the foundational knowledge required for higher levels of the CS course.

Pass executive exam

After completing the foundation programme, or if you are a graduate, you need to pass the CS executive exam. This exam tests your knowledge in company law, tax laws, economic and commercial laws, and more, preparing you for professional-level responsibilities.

Pass professional exam

The next step is to pass the CS professional exam, which includes advanced subjects such as secretarial audit, corporate restructuring, and resolution of corporate disputes. Clearing this exam demonstrates your readiness to handle complex corporate governance and legal issues.

Practical training

Undergo practical training as mandated by ICSI, which typically lasts for 15 months. This training provides hands-on experience in corporate settings, allowing you to apply theoretical knowledge in real-world scenarios and gain practical insights into the role of a company secretary.

Associate membership

Upon completing all exams and practical training, apply for Associate Membership of ICSI. This membership signifies that you are a certified Company Secretary, eligible to practise and offer your expertise in corporate governance, legal compliance, and company management.

Pros of Becoming a Company Secretary (CS)

Becoming a Company Secretary offers numerous advantages, including a prestigious career, opportunities for high-level corporate roles, and a significant impact on corporate governance. It provides a pathway to continuous professional development, competitive salaries, and the ability to influence corporate strategies and compliance.

Conclusion

Becoming a company secretary is a prestigious and rewarding career path that involves rigorous training and exams. For those seeking financial support to pursue this career, a CA loan with Bajaj Finance can provide the necessary resources to achieve professional success.

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Frequently asked questions

What is the qualification for company secretary?
To qualify for the Company Secretary (CS) course in India, candidates must have completed their 10+2 (senior secondary education) from a recognised educational board. Graduates from any discipline can directly enrol in the CS Executive Programme, bypassing the Foundation Programme. The Institute of Company Secretaries of India (ICSI) oversees the certification process. The progression involves passing the Foundation (if applicable), Executive, and Professional exams, followed by completing the required practical training.
How long does it take to become a company secretary?
Becoming a Company Secretary typically takes around three to five years, depending on the candidate's educational background and study pace. For those starting after 10+2, the journey involves completing the Foundation Programme (8 months), the Executive Programme (9 months), and the Professional Programme (10 months), followed by 15 months of practical training. Graduates can directly enrol in the Executive Programme, potentially reducing the time required.
How to become a secretary of a company?

To become a Company Secretary, one must follow a series of steps. Initially, candidates must complete their 10+2 education or hold a graduate degree. Next, they should register with the Institute of Company Secretaries of India (ICSI) and enrol in the appropriate programme—Foundation for 10+2 holders or Executive for graduates. After passing the requisite exams (Foundation, Executive, and Professional), candidates must undergo 15 months of practical training under a practising company secretary or within a company. Upon completing these stages, they can apply for Associate Membership of ICSI, thereby becoming certified to practise as a Company Secretary.

Which exam is for CS?
The CS certification process involves a series of exams conducted by the Institute of Company Secretaries of India (ICSI). The journey begins with the CS Foundation Programme for students who have completed 10+2, covering fundamental subjects such as Business Environment and Entrepreneurship. Graduates or those who have cleared the Foundation can enrol in the CS Executive Programme, which delves into topics like Company Law and Tax Laws. The final stage is the CS Professional Programme, focusing on advanced areas such as Secretarial Audit and Corporate Restructuring. Successfully passing these exams, along with completing practical training, is essential to becoming a certified Company Secretary.
Who appoints the Company Secretary?

In most cases, the board of directors appoints the company secretary. This is especially true for larger organisations or publicly listed companies where the role of the company secretary is critical in ensuring corporate governance and compliance. The appointment must be approved by the board, and in some jurisdictions, the shareholders may also be involved in the decision. The company secretary’s responsibilities include managing regulatory obligations, advising the board, and ensuring the company adheres to legal requirements. Their expertise is essential for the smooth functioning of corporate operations.

What are the powers of a Company Secretary?

A company secretary holds several statutory powers that allow them to manage corporate governance effectively. They are responsible for maintaining company records, ensuring compliance with legal requirements, and acting as an advisor to the board on governance matters. Additionally, they can authenticate documents, oversee the administration of board meetings, and file necessary documents with regulatory authorities. However, the powers of a company secretary are also subject to restrictions. They cannot bind the company without authorisation from the board and must always act in the best interest of the organisation while ensuring compliance with statutory regulations.

What are the documents required for company secretary registration

To register for the Company Secretary (CS) course, specific documents are necessary. These include proof of educational qualifications, such as a Class 12 pass certificate for CS Foundation or a graduation certificate for direct entry to the CS Executive programme. Other required documents include identity proof, such as an Aadhaar card or passport, a recent passport-sized photograph, and a signature. Additionally, students may need to provide their mark sheets and category certificate (if applicable) for registration. These documents are essential for verifying eligibility and completing the enrolment process.

What are the steps to enroll for company secretary registration 2024?

Enrolling for the Company Secretary (CS) registration in 2024 involves several steps. First, candidates need to visit the official website of the Institute of Company Secretaries of India (ICSI) and create a login ID. After filling out the application form, candidates must upload the required documents, such as educational certificates, identity proof, and photographs. Once the form is completed, the registration fee needs to be paid online. After submission, candidates will receive a confirmation email with details of their enrolment and study materials. Following these steps ensures a smooth registration process for aspiring company secretaries.

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